Resolution 2018-24I
RESOLUTION NO. 2018-24
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GILROY,
ACTING AS THE LEGISLATIVE BODY OF THE CITY OF GILROY
COMMUNITY FACILITIES DISTRICT NO. 2000-1 (HIGHWAY 152),
AUTHORIZING THE ISSUANCE OF ITS SPECIAL TAX REFUNDING
BONDS, SERIES 2018, IN A PRINCIPAL AGGREGATE PRINCIPAL
AMOUNT NOT TO EXCEED NINE MILLION DOLLARS ($9,000,000),
APPROVING A DEBT POLICY, AND APPROVING CERTAIN
DOCUMENTS AND TAKING CERTAIN OTHER ACTIONS IN
CONNECTION THEREWITH
WHEREAS, the City Council of the City of Gilroy (the "City "), located in Santa Clara County,
California (hereinafter sometimes referred to as the "legislative body of the District "), has heretofore
undertaken proceedings to form City of Gilroy Community Facilities District No. 2000 -1 (Highway 152)
(the "District ") pursuant to the terms and provisions of the Mello -Roos Community Facilities Act of
1982, as amended, being Chapter 2.5, Part 1, Division 2, Title 5 of the Government Code of the State of
California (the "Act "); and
WHEREAS, the District has previously issued its Special Tax Bonds, Series 2002 (the "2002
Bonds ") and its Special Tax Bonds, Series 2006 (Improvement Area No. 1) (the "2006 Bonds "); and
WHEREAS, the District desires to refund the 2002 Bonds and the 2006 Bonds through the
issuance of bonds in an aggregate principal amount not to exceed $9,000,000 in one or more series
designated as the "City of Gilroy Community Facilities District No. 2000 -1 (Highway 152) Special Tax
Refunding Bonds, Series 2018" (the "Bonds "); and
WHEREAS, the District solicited bids from banks for the purchase of the Bonds on a private
placement basis; and
WHEREAS, Banner Bank submitted a bid with the lowest interest rate; and
WHEREAS, in order to affect the issuance of the Bonds, the legislative body of the District
desires to enter into a Fiscal Agent Agreement, dated as of July 1, 2018, with MUFG Union Bank, N.A.,
as Fiscal Agent, in substantially the forms presented herewith; and
WHEREAS, the legislative body of the District has determined in accordance with
Section 53360.4 of the Code that a negotiated sale of the Bonds to Banner Bank will result in a lower
overall cost to the District than a public sale; and
WHEREAS, the legislative body of the District has determined that it is prudent in the
management of its fiscal affairs to issue the Bonds; and
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF GILROY, ACTING AS
THE LEGISLATIVE BODY OF THE DISTRICT, DOES HEREBY RESOLVE, DETERMINE
AND ORDER AS FOLLOWS:
1. Each of the above recitals is true and correct.
4822- 2637 - 9111.2 RESOLUTION NO. 2018-24
2. The District is authorized pursuant to the Act to issue the Bonds for purposes set
forth herein and to take the necessary steps to refund the 2002 Bonds and the 2006 Bonds.
3. The issuance of the Bonds in an aggregate principal amount not to exceed
$9,000,000 and an interest rate not to exceed 3.50% per annum, and the sale of the Bonds to
Banner Bank, is hereby authorized with the exact principal amount to be determined by the
official signing the Fiscal Agent Agreement as described below. The legislative body of the
District hereby determines that it is prudent in the management of its fiscal affairs to issue the
Bonds. The Bonds shall mature on the dates and pay interest at the rates set forth in the Fiscal
Agent Agreement, which is hereby approved. The Bonds shall be governed by the terms and
conditions of the Fiscal Agent Agreement presented at this meeting. The Fiscal Agent
Agreement shall be executed by one or more of the Mayor, the City Administrator or the Finance
Director of the City, or their designees (collectively, the "Authorized Officers ") substantially in
the form presented at this meeting, with such additions thereto and changes therein as the officer
or officers executing the same deem necessary in accordance with the limitations set forth in this
Resolution. Approval of such changes shall be conclusively evidenced by the execution and
delivery of the Fiscal Agent Agreement by one or more Authorized Officers. Capitalized terms
used in this Resolution which are not defined herein have the meanings ascribed to them in the
Fiscal Agent Agreement.
4. The Bonds shall be executed on behalf of the District by the manual or facsimile
signature of the Mayor of the City and attested with the manual or facsimile signature of the City
Clerk of the City.
5. The legislative body of the District hereby approves the Escrow Agreements
presented at this meeting. The Escrow Agreements shall be executed by one or more of the
Authorized Officers substantially in the forms presented at this meeting, with such additions
thereto and changes therein as the officer or officers executing the same deem necessary in
accordance with the limitations set forth in this Resolution. Approval of such changes shall be
conclusively evidenced by the execution and delivery of the Escrow Agreements by one or more
Authorized Officers.
6. NHA Advisors, Nixon Peabody LLP and MUFG Union Bank, N.A. are hereby
appointed to act as Municipal Advisor, Bond Counsel and Escrow Agent/Fiscal Agent,
respectively.
7. The attached Debt Policy is hereby approved.
8. The covenants set forth in the Fiscal Agent Agreement to be executed in
accordance with Section 3 above are hereby approved, shall be deemed to be covenants of the
City Council in its capacity as the legislative body of the District and shall be complied with by
the District and its officers.
9. In accordance with the requirements of Section 53345.8 of the Act, the legislative
body of the District hereby determines that the value of the real property in the District subject to
the special tax to pay debt service on the Bonds is at least three times the principal amount of the
RESOLUTION NO. 2018-24
Bonds and the principal amount of all other bonds outstanding that are secured by a special tax
levied pursuant to the Act or a special assessment levied on property within the District.
10. The Mayor and other councilmembers of the legislative body of the District, the
Authorized Officers and the other officers and staff of the City and the District responsible for
the fiscal affairs of the District are hereby authorized and directed to take any actions, and
execute and deliver any and all documents as are necessary to accomplish the issuance, sale and
delivery of the Bonds in accordance with the provisions of this Resolution and the fulfillment of
the purposes of the Bonds as described in the Fiscal Agent Agreement. In the event that the
Mayor of the legislative body of the District is unavailable to sign any document authorized for
execution herein, any other member of the legislative body of the District, or his designee, may
sign such document. Any document authorized herein to be signed by the City Clerk of the
legislative body of the District may be signed by a duly - appointed deputy city clerk.
11. This Resolution shall take effect immediately upon its adoption.
PASSED AND ADOPTED this 2 "d day of July 2018 by the following roll call vote:
AYES: COUNCILMEMBERS: BLANKLEY, BRACCO,
HARNEY, LEROE- MUNOZ, TOVAR, TUCKER and VELASCO
NOES: COUNCILMEMBERS: NONE
ABSENT: COUNCILMEMBERS: NONE
T:
Freels, City Clerk
RESOLUTION NO. 2018-24
EXHIBIT A
GOVERNMENT CODE SECTION 5852.1 DISCLOSURE
The following information consists of estimates that have been provided by the City's Municipal
Advisor, which has been represented by the Municipal Advisor to have been provided in good
faith:
(A) True Interest Cost of the Bonds: 3.3994%
(B) Finance Charge of the Bonds (Sum of all fees /charges paid to third parties): $200,000
(C) Net Proceeds to be Received for the sale of the Bonds (net of finance charges, reserves and
capitalized interest, if any): $10,447,130
(D) Total Payment Amount Through Maturity on the 2018 Bonds: $10,586,619
The foregoing estimates constitute good faith estimates only. The principal amount of the Bonds,
the true interest cost of the Bonds, the finance charges thereof, the amount of proceeds received
therefrom and total payment amount with respect thereto may differ from such good faith
estimates due to (a) the actual date of the sale of the Bonds being different than the date assumed
for purposes of such estimates, (b) the actual principal amount of Bonds sold being different
from the estimated amount used for purposes of such estimates, (c) the actual amortization of the
Bonds being different than the amortization assumed for purposes of such estimates, (d) the
actual market interest rates at the time of sale of the Bonds being different than those estimated
for purposes of such estimates, (e) other market conditions, (f) federal tax law advice from the
City's bond counsel or (g) alterations in the City's fmancing plan, or a combination of such
factors. The actual date of sale of the Bonds and the actual principal amount of Bonds sold will
be determined by the City based on the timing of the need for proceeds of the Bonds and other
factors. The actual interest rates borne by the Bonds will depend on market interest rates at the
time of sale thereof. The actual amortization of the Bonds will also depend, in part, on market
interest rates at the time of sale thereof. Market interest rates are affected by economic and other
factors beyond the control of the City.
RESOLUTION NO. 2018-24
I, SHAWNA FREELS, City Clerk of the City of Gilroy, do hereby certify that the
attached Resolution No. 2018 -24 is an original resolution, or true and correct copy of a city
Resolution, duly adopted by the Council of the City of Gilroy at a regular meeting of said
Council held on the 2nd day of July, 2018, at which meeting a quorum was present.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the Official Seal of
the City of Gilroy this P day o�f�July, 2018.
City Clerk of the City of Gilroy
(Seal)